SpiderMan: The Series Episode 11 BERSERK
by Triligors
Summary: This episode is written by guest writer: Zev. Welcome back to SpiderMan: The Series. Time take a second swing. And we have a whole lot of mayhem going on in this episode. Street gangs, parade battles, and a lot of SpiderMan action!


"BERSERK"

A teleplay by

Zev & Triligors

"BESERK"

FADE TO:

INT. SMITH APARTMENT – BEDROOM - EVENING

The bedroom is cramped, it contains two beds, one dresser and nothing else. JOE SMITH, 16, shares it with his young brother TONY, 9. Outside of the room, we can hear their parents shouting at each other. Joe walks towards the window, Tony pulls on his sleeve attempting to make him stay.

TONY

Don't go.

Joe easily frees himself from his younger brother's grip.

JOE

Have to. The gang needs me.

TONY

I need you.

JOE

It ain't the same thing.

Tony looks at him, heartbroken. Joe ruffles his hair.

JOE

I'll be back soon. Maybe with some money even.

TONY

Won't matter. Dad'll just spend it on booze.

Joe looks towards the door, hearing the constant screaming, and scowls. He exits through the fire escape.

EXT. GHETTO – EVENING

Joe meets up with his gang, LOS HERMANOS SANGRE. A Hispanic street gang, they range in age between teens and twenties. Joe is the youngest. Their leader, DOG, looks at Joe.

DOG

'Bout time you got here, little vato.

JOE

I got held up.

DOG

We don't have time for this. Come on.

JUMP CUT:

EXT. STREET – EVENING

An EIGHTEEN-WHEELER TRUCK with an Oscorp logo on the side rumbles through the mean streets. The driver spots a broken down car in front of them, glass shattered and an INJURED DRIVER's hand sticking out of the window bleeding.

INT. TRUCK – EVENING

The DRIVER looks at his passenger, a RENT-A-COP.

DRIVER

What do you think?

RENT-A-COP

This is a milk run. Who'd go to the trouble of stealing from us? Stop the truck.

EXT. STREET- EVENING

The truck comes to a stop. The Rent-A-Cop clambers out and walks towards the injured driver.

RENT-A-COP

Are you alright sir? … Sir, are you alright?

The injured driver looks towards him… it's Joe.

RENT-A-COP

I'll call an ambulance

Joe grins as he raises his hand aiming a gun towards the rent-a-cop.

RENT-A-COP

Oh shit

JOE

Didn't your mother tell you never to come down here?

INT. TRUCK – EVENING

Joe gets out of the car and presses the gun against the rent-a-cop's forehead. The driver watches, afraid, sweat dropping down his face. KNOCK… KNOCK… KNOCK. Driver slowly looks out the window to see Dog looking in towards him, aiming his gun towards the driver.

DOG

Don't move.

EXT. STREET – EVENING

Joe continues to grin as the Rent-a-cop pleads

RENT-A-COP

Please, I have a family...

JOE

So do I. Get down on your knees.

The Rent-A-Cop kneels. Joe smiles, enjoying the power. Dog comes up behind him.

DOG

Joe, go help with the loading.

JOE

I thought I was on peak!

DOG

Not anymore. Git.

Joe scowls and walks off.

RENT-A-COP

Thank you! Thank you! I thought he was going to...

Dog shoots him in the head.

DOG

Not our little vato.

EXT. STREET – LATER

Joe and the rest of the Hermanos Sangre are loading boxes from the truck onto a pick-up. Joe grabs another box and slips. The box drops, CRACK! Joe looks towards it.

DOG

Get back up cracker, we gotta scram before the police arrive.

A GREEN GAS emerges from the box, engulfing Joe.

DOG

Little vato!

Joe walks out of the gas, coughing furiously.

DOG

Stupid little niño! Do you know how much money you just lost me?

Joe looks at Dog with glowing green eyes.

JOE

Sorry, man. Won't happen again.

INT. ALVAREZ APARTMENT – EVENING

Joe walks in. His FATHER grabs Joe by the arm and inspects it, a sign of a syringe is evident. The father frowns and pushes Joe against the wall. Tony looks towards them, afraid.

FATHER

Where the hell have you been?

JOE

Out.

FATHER

Out? What is out? Your mother was worried!

Joe brushes himself off and begins to walk away

JOE

Leave me alone.

FATHER

Don't think I don't know what you're doing with your little friends. You don't shape up, I'll call the cops on you myself!

Joe looks back towards his father, frowning… furious.

JOE

I said...

Joe violently shoves his Father backwards. Father flies against the opposite wall hard, bones CRACK.

JOE

LEAVE ME ALONE!

FADE TO:

INT. MIDTOWN HIGH SCHOOL – HALLWAYS- MORNING

Another day of learning. Yeah, right. Open on GWEN STACY, working at her locker combination.

PETER(O.S.)

I'm going to go talk to her.

BETTY(O.S.)

Don't.

Reverse angle shows us BETTY and PETER.

PETER

Why not?

BETTY

Because I'm pretty sure Flash will rip your head off if he catches you talking to his girl. And that would be a shame, since you have very nice hair.

PETER

"His girl"?

BETTY

Yeah. Gwen is Flash's girl.

PETER

I don't get it.

BETTY

Note the possessive, Peter.

PETER

Oh. So you're saying I shouldn't rub another man's rhubarb?

BETTY

And if you do, it shouldn't be Flash Thompson's.

PETER

Noted.

He walks over to Gwen. Leans on the locker next to hers.

PETER

You know what the worst part is, in my experience? How they all pussyfoot around you, like they think you're made out of glass… Really weak glass. It's kind of insulting, once you think about it. It's almost as bad as not knowing how to feel. It seems like you're supposed to just wallow in self-pity and let everyone feel good about themselves by offering their condolences, as if that means anything, but sometimes you don't feel sad. Those times are the worst, because you're supposed to feel sad... right?

Gwen looks at him. It's obvious she's been crying earlier this morning.

GWEN

Guess you've been through all this before.

PETER

Yeah. Remember, I was an orphan before it was the cool thing to do.

Gwen laughs, then cries throwing her arms around him in a tight hug. Peter has no idea how to react. All other activity in the hallway halts and all eyes are on him. He tentatively pats Gwen on the back as she cries.

PETER

There, there.

(to himself)

This can't get much worse.

A large hand spins Peter around. He's face-to-face with FLASH THOMPSON.

PETER

I stand corrected. Hey, there's my basketball buddy, huh?

FLASH

So, this is why Gwen has been acting strange lately. It's you Parker. You freakin double crossed me didn't you!

Flash hauls off and punches Peter across the face!

FLASH

Didn't you!

PETER

I didn't…

Flash PUNCHES Peter again. Peter's head snaps back.

FLASH

Don't play me like a fool Parker! I know what's going on, you think you can get me out of the picture!

Flash punches Peter yet again. Peter rubs his jaw.

GWEN

Flash, stop! It's not what you think!

Before Flash can respond, PRINCIPAL MICHAELS (good intentions, but clueless) steps in.

PRINCIPAL

What in H-E-Double-Hockey-Sticks is going on here?

PETER

Nothing, sir. Me and Flash here were just debating the theory of evolution. I advocated punctuated equilibrium, while he was arguing for phyletic gradualism. Then Gwen here advanced the intelligent design theory and as you can imagine, the debate became rather heated.

FLASH

Yeah, what he said!

PRINCIPAL

Well then, perhaps next time you can save these discussions for biology class. Speaking of which, didn't you hear the bell?

Everyone gets moving. Flash sulks off as Peter meets up with JASON.

JASON

Are you insane? Could you please just tell me the point of all that?

PETER

Hey, if you remember. I didn't actually try to fight back. Cause we all know what happened last time.

JASON

So, you're instigating?

PETER

By offering Gwen my condolences?

JASON

By making Gwen hug you in front of everybody?

Peter shrugs

PETER

I don't always think ahead you know.

JASON

Yeah, well… congratulations Pete, because if it was a break up you wanted- looks like the glass is about to shatter.

PETER

Huh?

Jason motions towards Gwen and Flash

GWEN

You know, that was shockingly immature, even for you!

FLASH

What am I supposed to do, huh? Just let that geek slobber all over you?

GWEN

That geek is my friend!

Jason pats Pete on the back

JASON

Catch you later alright dog.

Pete nods, Jason walks away and Gwen walks over towards him

GWEN

Geez, are you alright?

PETER

I'm fine.

Gwen checks his face.

GWEN

It doesn't look that bad.

PETER

Yeah, well, if you're going to have a boyfriend that beats people up for no reason, he should at least be good at it.

GWEN

Flash is a jerk, isn't he? I mean, just now he told me who I should be friends with.

(sarcastic)

You'd never do that, would you Peter?

PETER

It's not like that! I just want to... make sure nothing bad happens to you.

GWEN

I know, Peter, but you can't go around saving people. You're not a superhero, you know.

PETER

...I know. I'll be there, if you need to talk.

GWEN

I'll talk to Flash.

PETER

I don't think he'll listen.

Peter enters his class

INT. MIDTOWN HIGH SCHOOL- CHEMISTRY CLASS

Pete walks over and sits next to Betty

BETTY

Told you so

Peter smiles, laughing, shaking his head no

PETER

How did I know you were going to say that?

Betty and Peter share a smile

FADE TO:

INT. MIDTOWN HIGH SCHOOL- CAFETERIA – NOON

Jason and Peter eat in the cafeteria. Peter scarfs down whatever parody of food is being served today.

JASON

Hey, so what did Gwen have to say?

Peter looks down towards his wrist, his veins pulse rapidly. Jason looks towards him suspicious.

JASON

Earth to Peter, you there man?

Peter turns to see a HERMANO SANGRE in a TRENCHCOAT talking with a student outside. An exchange takes place. Peter gulps down his milk and stands up.

JASON

Hey, Pete where you going so fast?

EXT. CAFETERIA – NOON

The TRENCHCOAT guy counts his money as SPIDER-MAN descends on a web-line towards him.

SPIDER-MAN

Working hard or hardly working?

TRENCHCOAT

Spider-Man! What are you doing here?

SPIDER-MAN

Teaching remedial German. I think knowing a second language really enriches us, don't you?

TRENCHCOAT

Leave me alone!

He runs for it.

SPIDER-MAN

Why do they always run?

He shoots out a webline, which catches Trenchcoat by the foot and begins to reel him in. Trenchcoat goes down... reaches into his pocket. Pulls out what looks almost like a miniature can of BREATH SPRAY and sprays it into his mouth.

SPIDER-MAN

Whoa there, ya varmint, whoa!

Trenchcoat raises a foot and strikes out, catching Spider-Man in the chest. Spider-Man flies backwards.

INT. CAFETERIA – NOON

Two slackers, GUILE and CRANTZ, chow down on their burgers.

GUILE

Hey man, you going to eat those?

Crantz looks up towards Guile confused. Guile points towards the fries.

CRANTZ

Get your own man…

SMASH! Spider-Man flies through the wall and crashes down in the middle of their table. Food flies everywhere!

CRANTZ AND GUILE

Wo…

Spider-Man grasps his elbow in pain.

SPIDER-MAN

...ow.

Students begin to gather around him.

STUDENT

Dude, it's Spider-Man!

Student 2 holds up a CAMERA PHONE.

STUDENT 2

Somebody get his mask!

Flash steps in front of them.

FLASH

Anybody wants Spider-Man, they have to go through me!

SPIDER-MAN

(woozy)

Thank you... you're a very lovely person... faboo!

Trenchcoat smashes the cafeteria doors open.

TRENCHCOAT

Get away from him! He's mine!

Flash puts up his dukes.

FLASH

I don't think so, asstard!

Trenchcoat picks Flash up by the throat.

TRENCHCOAT

I do think so! … Asstard. Nobody messes with Los Hermanos Sangre and lives!

Betty pounces on Spider-Man, shaking him.

BETTY

Don't just sit there! Do something!

Spider-Man looks at Flash, in mortal peril.

SPIDER-MAN

...do I have to?

BETTY

Yes!

Spider-Man leaps to his feet.

SPIDER-MAN

Yo, monkey boy!

Trenchcoat turns.

SPIDER-MAN

No tag-backs!

He punches Trenchcoat at full strength. Trenchcoat goes flying, releasing Flash in midair. Flash soars and is immediately caught by a web strand and lowered to the ground.

SPIDER-MAN

Why don't you leave this to the professionals, kid?

Spider-Man jumps over to Trenchcoat, who's fumbling for another spray can. Spider-Man snatches it away from him with a webline.

SPIDER-MAN

Yoink!

Trenchcoat roars and lunges for him. Spider-Man picks up an entire cafeteria table and uses it like an oversized baseball bat, knocking Trenchcoat out and onto the ceiling. ZIP! Spidey sends out webs and trenchcoat struggles to free himself.

SPIDER-MAN

While you're up there, could you check for asbestos? Please and thank you!

Spider-Man looks at the other students.

SPIDER-MAN

What, you've never seen a garishly-dressed man beat up drug dealer with superhuman strength before?

He jumps away, past Crantz and Guile again.

GUILE

This DEFINITELY doesn't happen at other schools.

CRANTZ

I don't know, I hear there's this one school in Manchester...

INT. MIDTOWN HIGH SCHOOL- STUDENT ASSEMBLY – NOON

Peter sits down beside Betty. Most of the student body is gathered here and there aren't enough chairs for everyone, so most of the people are lying on the floor.

PETER

Hey.

BETTY

Hey. You missed all the excitement.

PETER

I guess so. Are you okay?

BETTY

I'm fine. Your friend Spider-Man took care of that. It's funny how he always seems to show up here whenever there's trouble.

PETER

Betty, you don't think...

BETTY

Yes! Spider-Man is a teacher at Midtown High!

PETER

...that makes perfect sense.

PRINCIPLE MICHAELS ascends to the podium.

MICHAELS

Alright, students. Part of the good news of having a school frequently attacked by "supervillains" is that you're getting let out early. Have fun and remember to...

The rest of his statement is lost in a wild cheer. Before Michaels can finish every student is out the door. Wait… did I say every student? I meant almost every student. Peter sits alone in the auditorium looking around.

PETER

Figures

Michaels looks down towards Peter

MICHAELS

(sarcastic)

You are released.

Peter gets up and leaves

FADE TO:

INT. OSBORN MANSION- HARRY'S OFFICE ROOM

Harry paces the room on the phone

HARRY

No I'm well aware of that… Hey, this is going to be costing us a lot more than it costs you… No, I understand but…

Peter walks in, Harry rolls his eyes

HARRY

(to PHONE)

I'll have to call you back later

Harry hangs up.

HARRY

I'm busy right now Pete. One of my chemical shipments was hit last night.

PETER

Chemical shipment? Did it look anything like this?

Peter pulls out the spray can he took from Trenchcoat. Harry snatches it away from him.

HARRY

Where did you get this?

PETER

There was this big fight in the cafeteria. Some guy in a trenchcoat came after Spider-Man and before you knew it, trenchcoat was knocked out cold.

HARRY

Alright, and sorry if I'm ignorant but where is any sign of a possible connection in all of that rambling?

PETER

Oh, that's easy! The freaky trenchcoat goon dropped it.

HARRY

Peter, it's very important you do not mention this to anyone.

PETER

What are you trying to cover up?

HARRY

Not me, my father. If he finds out you're... you could be in danger.

PETER

Norman Osborn is a lot of things, but I don't think he'd go that far.

HARRY

Trust me, he would. Listen, let me handle this. No Scooby Doo antics this time. And that extends to your pal, Spider-Man.

PETER

What? I'm not pals with Spider-Man.

HARRY

Well, he seems to show up an awful lot when you're involved. See that he doesn't this time.

PETER

Then tell me the truth.

Harry sighs. Looks around. Drags Peter to a more secluded area.

HARRY

Alright, listen. That chemical shipment I talked about? It's an experimental chemical weapon, designed to increase the user's strength when triggered by adrenaline.

PETER

What? That's insane! Do you realize the risks involved in...

HARRY

I know, I know. That's why the Green project was canceled. They were being taken to be disposed of when someone hit the shipment. These are very serious people. Both the driver and the guard were found dead.

PETER

Jesus, Harry... how long are you going to keep this close to your vest?

HARRY

Until I have the situation under control? Indefinitely. For your own good, stay out of this. Take in a show. Spend some time with Betty before you lose her for good.

PETER

What's that supposed to mean?

HARRY

Nothing. Just take my advice.

INT. SCHOOL LIBRARY – NOON

Betty is fiddling with something above frame, standing on a librarian's ladder. Gwen finds her.

GWEN

Oh, Betty. I see you're busy.

BETTY

No, no, that's alright. What's wrong?

GWEN

It's Flash. He's... he's sweet and kind and he just wants to wrap me up in this big security blanket and...

She sighs and looks down.

GWEN

And the more he tries to protect me, the more he reminds me of my mother.

BETTY

...I didn't know women could even HAVE Oedipus complexes.

GWEN

You know what I mean!

Betty sets a screw down on the bookshelf next to her.

BETTY

Have you tried talking to him about it? I know, I know, but maybe it's just crazy enough to work!

GWEN

I can't tell him. He'll...

BETTY

What's the worst that can happen?

GWEN

(beat)

What are you doing?

BETTY

I'm going to spy on your father talking to the new principal. You mind?

INT. VENTILATION SHAFT – NOON

Man, convenient how these things are always big enough for people to crawl through, isn't it? Betty crawls through, Gwen following behind her.

GWEN

Betty?

BETTY

Yeah Gwen?

GWEN

I'd just like to say that your butt is really flat.

BETTY

Thanks, I've been working out.

They come to a screen. Betty looks down through it.

INT. PRINCIPAL'S OFFICE – NOON

POV. BETTY

CAPTAIN STACY enters.

MICHAELS

Ah, Captain Stacy. Come to reminisce about the good old days?

STACY

Sorry, no. This is about the suspect that attacked the school this morning.

MICHAELS

Oh, that. Yeah, that sucked.

STACY

We believe he was on a new drug we call THORN. Temporary Homotherapic...

PRINCIPAL

I get the idea. Well, if there's a new drug on the streets, this school will take bold, decisive action!

FADE TO:

INT. ASSEMBLY HALL – THE NEXT DAY

A local CELEBRITY stands in front of the podium, obviously doing community service. The celebrity wobbles around the stage trying to shield the sun away from his eyes. Celebrity taps the microphone and covers his ears.

CELEBRITY

Is that loud or what! So take it from me, winners don't do drugs.

Celebrity takes out a canteen of whiskey and gulps it down.

CELEBRITY

Good, good kids…

Celebrity walks away.

EXT. ASSEMBLY HALL

Celebrity takes a plastic bag of white powder and sniffs it. His AGENT walks over to him.

AGENT

What was that all about?

CELEBRITY

Who the heck cares? They're all nerds…

Celebrity collapses, out cold.

INT. ASSEMBLY HALL

Way in the back, Peter and Betty sit together.

PETER

Well, that was motivational

Betty laughs

BETTY

I hear they're going to put drug-sniffing dogs at all the doors.

PETER

I'm starting to envy my parents' high school years. And they didn't have the Internet, rock & roll, or contraceptives.

BETTY

You know, we could do something about it. I mean...

PETER

Don't sugarcoat it. This will probably involve both of us being put in an inordinate amount of danger that no responsible guardian would allow a teenager to face?

BETTY

Am I that predictable?

PETER

Hey, anything beats two more hours of this. Let's get it done, Nancy Drew.

**EXT. BACKALLEY – DAY (All the money remix by the dandy warhols)**

Peter and Betty stand outside the alley.

BETTY

Now, don't say anything. Don't touch anything. Don't signal anything.

PETER

So what am I doing here again?

BETTY

Just stand around and look pretty.

PETER

Yeah, because I have so much experience at that.

They walk into the alley. Betty steps up into a shoe-shining chair. The shoe-shiner himself, MAC, begins buffing her shoes.

BETTY

What do you know about Los Hermanos Sangre?

MAC

I don't speak Spanish.

PETER

Then how do you know it's Spanish?

Betty slips Mac a twenty.

MAC

They have a hide-out down on Twentieth and Fury. Word is that's where they're keeping their new drug.

BETTY

Thanks, Mac.

Peter and Betty leave. A HISTORIAN steps onto the chair. Slips Mac a ten.

HISTORIAN

What can you tell me about the Civil War?

**EXT. WAREHOUSE – DAY**

Peter and Betty look at the warehouse.

PETER

Uh, Betty, I know how important a free press is to an ordered society, but can we please get out of here?

BETTY

Don't worry, I'll protect you. There, help me stack these crates...

INT. WAREHOUSE – DAY

On Peter, taking pictures through the SKYLIGHT. PAN DOWN to reveal Los Hermanos Sangre. Joe stands in front of Dog.

JOE

I think it's time we talk about the organization.

DOG

That so, little vato?

JOE

Yeah, that so. I was the one who found out what was in those crates. I was the one who thought up selling them. If it were up to you, we'd've fenced them and gotten paid shit.

DOG

So you're smart. Big deal. It takes more than smarts to run the Hermanos Sangre.

JOE

I've got a lot more than smarts.

He STOMPS on the concrete floor. It cracks!

JOE

See, when I mixed up those little party favors, I diluted 'em, watered them down so people could spray them in. But me, I got the full dose, man, I'm hooked up!

DOG

I don't take rebellion lightly. Hook this up.

He draws his gun and shoots Joe through the chest.

EXT. WAREHOUSE – DAY

Peter clamps a hand down on Betty's mouth before she can scream. Takes it away.

BETTY

Sorry. It's my first execution. Uh, Peter?

PETER

You got spit on my hand.

BETTY

You might want to take some pictures of this.

INT. WAREHOUSE – DAY

Joe stands back up. He pulls his shirt open, revealing that the bullet hole has closed by itself.

JOE

Huh.

Dog gets closer to him, aiming the gun at his head.

DOG

What the hell are you, freak?

JOE

Don't point that gun at me!

He grabs for it.

EXT. WAREHOUSE – DAY

PETER

Betty, stay here, I'm going for help. DON'T. MOVE.

He bounds down the roof.

INT. WAREHOUSE – DAY

Joe and Dog are still struggling over the gun.

DOG

What were you thinking, little vato?

JOE

My name is Joe. Just a guy named Joe.

BANG! Dog staggers back. He's been shot through the stomach. He drops to the ground.

EXT. WAREHOUSE – DAY

Under Betty, the wood groans...

INT. WAREHOUSE – DAY

Joe picks up his gun, freaking out.

JOE

I'm in charge now! Anybody don't like it, now's the time to do something about it!

The roof breaks under Betty. She falls, grabs onto a rafter, loses her grip, falls onto a catwalk, rolls off, lands on a stack of empty cardboard boxes. Stands up as all the Hermanos regard her.

BETTY

Woo! That was fun! Who wants to go next? You? No?

She looks at her wrist (she isn't wearing a watch).

BETTY

Well, look at the time. I really ought to be going.

A particularly large HERMANO steps in front of her.

HERMANO

What's the rush, sheila? Party's just getting started.

SPIDER-MAN breaks through the wall.

SPIDER-MAN

Okay, be honest... who's entrance was cooler? And don't give points to her just because she's cute, this isn't a beauty contest.

JOE

Juice up and waste the bug!

The Hermanos run for a crate of THORN canisters.

SPIDER-MAN

Bug? It's SPIDER-Man, as in arachnid? You think I wouldn't call myself Bug-Man if I was? It's much easier to fit on business cards!

He shoots WEB over the crate of THORN, blocking it off before the Hermanos can get to it.

SPIDER-MAN

Uh-uh, you'll spoil your dinner!

JOE

Never mind that, get him! You have numbers on your side!

The Hermanos rush Spider-Man, who jumps up, twists in mid-air, lands feet first on the rafter, coils his legs, and kicks downwards. He hits the gathered Hermanos like a bomb, scattering them apart. As they fight, Betty takes notes, mumbling to herself.

BETTY

And as the Spider-Man's titanic punches wean down the forces of darkness, he shouts out defiant quips, as if putting on a show for himself...

Spider-Man lands next to her, holding a Hermano in a chokehold.

SPIDER-MAN

It's just Spider-Man. And watch out for purple prose.

BETTY

Sorry, I'm a little excited.

Spider-Man throws the Hermano into two other thugs, sending them all to the ground. Jumps back into the fray. Joe aims his gun towards Spider-Man.

JOE

Stop hitting my gang!

He fires. BANG! Spider-Man dodges out of the way.

SPIDER-MAN

Ha! You mis...

BETTY(O.S.)

Spider-Man?

Spider-Man turns. Betty takes her hand away from her chest, looks at it. It's covered with blood.

BETTY

I'm bleeding?

She collapses. Spider-Man clears away the Hermanos with one massive backhand, rushes to her and scoops her up.

SPIDER-MAN

Betty? Betty?

BETTY

Peter? It's you, Peter. It's you...

She falls unconscious. Spider-Man looks at Joe.

SPIDER-MAN

What have you done?

Joe runs for it. Spider-Man turns his attention back to Betty.

INT. OPERATING ROOM – DAY

POV. BETTY

Pitch black screen. Blurry DOCTORS work on Betty frantically.

DOCTOR 1

She's flat-lining.

DOCTOR 2

We need more plasma up here.

DOCTOR 3

I think the bullet clipped a lung, NURSE!

INT. HOSPITAL – LOBBY – DAY

Peter is staring at a potted plant when Gwen and Flash enter.

GWEN

Peter! Oh my God, is she alright?

PETER

Oh, hey Gwen. No, she's uhhh... she's not alright. I mean, they're not telling me much, but...

FLASH

Oh Jesus. Man, I'm so...

PETER

Don't. Just... don't.

GWEN

Peter, it's not your fault.

PETER

Would you tell me if it was?

INT. PARKER HOUSE – DAY

Peter enters the house. Sees AUNT MAY.

PETER

I don't see how I can feel much worse, so if you're going to say something, say it now.

MAY

You poor boy, you poor, poor boy.

She hugs him. Peter's face is stoic, unmoving. Numb.

INT. SMITH APARTMENT – EVENING

Joe comes home. Isn't fondly welcomed. Tony and his mother are waiting.

MOTHER

Where have you been? Some girl got shot at your little club's hang-out. Jesus Christ, Joe, first your father goes missing, now this?

JOE

We're leaving in five minutes. Get packed.

TONY

We can't leave, all my friends live here!

JOE

Shut up, Tony! I am the man of the house now! We need to go!

There's a pounding at the door.

VOICE(O.S.)

Joe Smith, open up, police.

Joe pulls his gun.

JOE

Alright, alright, it's cool...

MOTHER

Baby, where'd you get a gun?

JOE

Shut up! It's going to be alright! I'll make it alright!

TONY

I have books out from the library, we can't just move away.

Joe looks towards Tony

JOE

Just shut the FUCK UP!

He slaps Tony.

JOE

I need to think! How am I supposed to think with all this noise in my ears?

Tony starts crying.

INT. APARTMENT COMPLEX- OUTSIDE SMITH APARTMENT

The door is unlocked. The SUPER opens it. The cops rush in!

INT. SMITH APARTMENT – EVENING

To find Joe gone, the window open.

INT. HOSPITAL – EVENING

Betty, in a hospital bed, groans and slowly comes to. Peter is sitting next to her.

PETER

Hey.

BETTY

Hey.

PETER

I guess we have a lot to talk about.

BETTY

I guess.

Long beat.

BETTY

I dreamed you were Spider-Man.

PETER

That's, uhh...

BETTY

Ridiculous, I know. What WOULD Freud say?

PETER

Your parents are flying in from Buffalo. I didn't even know they were gone.

BETTY

Yeah, my father travels a lot. Wherever there's a story to tell.

PETER

And you?

BETTY

I can take care of myself.

Peter looks around at the hospital.

PETER

Yeah, I can see that.

BETTY

You think I'd work at the Bugle all hours of the night if I didn't have to? The rent doesn't pay itself, the food doesn't buy itself... I wish I could have some normal high school experience with make-out lane and forming lifelong friendships in detention and pranking the principal but nobody ever gave me a choice in the matter.

PETER

Well, at least you get to be a social outcast by choice.

He leans down beside her.

PETER

And besides, I don't think there is such a thing as a normal high school experience.

BETTY

I like you, Peter. I like you a lot.

PETER

I like you a lot too.

Peter and Betty share a smile. Peter nods and stands up.

PETER

I think it's about time to go. I'll be back tomorrow to see how you're doing. Get well.

Betty nods and Peter leaves the room. Betty sighs and looks out the window

BETTY

Way too many mixed signals Pete

INT. DAILY BUGLE – EVENING

As Peter walks in, J. JONAH JAMESON is instantly upon him, holding a sheaf of photos.

JAMESON

Parker! Finally! What took you so long, huh? Didn't you know we needed you here?

PETER

What do you want, Mr. Jameson?

JAMESON

The photos, boy, the photos!

PETER

Is that all you can think about? Your photos, your damn newspaper!

JAMESON

No-

PETER

YOUR DAMN NEWSPAPER!

Everyone in the newsroom is looking at them.

PETER

She was getting a story for you, you bastard. She was writing it down.

Jameson softens almost imperceptibly.

JAMESON

Which one of the guys in the photo shot her?

Peter shows him.

JAMESON

ROBBIE! Front page, full body shot! Blow it up if you have to, I want everyone in New York to know this face!

EXT. CITY – MORNING

A stack of DAILY BUGLES wrapped in rubber band is thrown beside a newspaper stand. On the front page is a blown-up shot of JOE. The man himself, wearing a long coat and hat, walks by. Pulls his hat low and continues.

INT. OSCORP OFFICE – DAY

Harry sorts books on his bookshelf as Peter looks out the window. From up here, the people look like ants.

HARRY

I thought I told you to stay out of this one.

PETER

Harry, it's Betty.

HARRY

It wouldn't be if she had kept her nose out of...

PETER

Think real hard about where you're going with that sentence.

Harry pauses.

HARRY

I'm sorry, it's just this business with my dad... he's using the entire thing against me.

PETER

You may have bigger problems. The cops brought all of the Hermanos Sangre in except for one. The shooter.

HARRY

Joe Smith.

PETER

You know?

HARRY

Wouldn't be much of an Osborn if I didn't. High marks at school, lost his parents at an early age, put in foster care along with his brother. All his teachers spoke highly of him until he started running with Los Hermanos Sangre.

PETER

Let me guess. He didn't get the love and nourishment he needed at home, blah blah…

HARRY

You shouldn't judge him so harshly. A little less luck and you could be out there running beside him.

PETER

No, never. I'm not like him.

HARRY

But you could've been. If your aunt and uncle hadn't paid as much attention to you...

PETER

By that logic, what does Norman's parenting techniques make you?

Harry smiles.

HARRY

I'm a lot of things.

A JANITOR enters.

HARRY

Hey, could you hold on a minute? I'm just about...

The Janitor pulls off his hat and draws a gun, revealing himself to be Joe.

HARRY

...done.

JOE

You're the Oscorp guy, right? You're the one who did this to me!

He slowly advances towards Harry, clearly out of his mind.

HARRY

Listen, if this is about money...

JOE

I want you to put things back the way they were! I don't want to be a freak anymore!

HARRY

I can't do that. There's no cure for the serum.

JOE

Arghhhh! Alright, alright... it's fine, it's cool... I want a helicopter. And I want it to take me to someplace with a non-extradition treaty, somewhere like...

HARRY

Switzerland?

JOE

Yeah! Switzerland! And you're coming with me!

PETER

Or what? You'll shoot him like you shot Betty?

Joe turns. As soon as he does, Peter lunges at him.

JOE

Get away from me!

They struggle over the gun.

PETER

Harry, run!

Harry thinks and then takes off running. But as Peter is distracted, Joe overpowers him and THROWS HIM THROUGH THE WINDOW! Then fires a round in the air, stopping Harry in his tracks.

HARRY

Peter!

EXT. HELIPAD – DAY

Joe is forcing a struggling Harry towards the waiting HELICOPTER at gunpoint. Suddenly, SPIDER-MAN lands on the roof.

SPIDER-MAN

You're lucky I managed to catch that guy or I'd have to bring you in for murder. As it is, I'm just going to waste you on general principle. Now, let him go!

JOE

You want him? TAKE HIM!

He kicks Harry off the roof. Spider-Man dives after him.

EXT. OSCORP OFFICE BUILDING – DAY

Harry falls past us, flailing. Spider-Man follows, pressing his arms to his sides like a skydiver.

Tenth floor.

Spider-Man reaches for Harry's foot, misses.

Fifth floor.

Spider-Man grabs Harry by the back of his suspenders, shoots out a webline. It catches and they SWING in a giant arc... right towards an oncoming TRUCK!

HARRY

I'm gonna die, I'm gonna die, I'm gonna...

Spider-Man throws him upwards, then lets go of the webline. Flattens his body and shoots under the truck, like a street luger. As soon as he clears it, he shoots two weblines upwards in an iron cross and pulls himself upwards, grabbing the still-in-motion Harry as he goes. They land unharmed, although the back of Spider-Man's suit is pretty scratched up.

HARRY

I'm just going to go over here and have a nervous breakdown.

SPIDER-MAN

You do that. I've got a score to settle.

EXT. HELIPAD – DAY

The helicopter is just starting to fly away when Spider-Man throws himself over the ledge. Sees the chopper.

SPIDER-MAN

Oh no you don't!

He jumps after them.

INT. HELICOPTER – DAY

Joe has a gun to the PILOT's head.

JOE

Climb! Climb god damn it!

EXT. CITY – DAY

The helicopter rises as Spider-Man bounds after it, gaining altitude by ascending buildings. Finally, he jumps into wide open sky and fires a webline at the helicopter. It sticks and Peter is dragged along for the ride!

INT. HELICOPTER – DAY

JOE

Descend! Now!

EXT. CITY – DAY

The helicopter goes into a sudden dive. The sudden shift pulls Spider-Man's webline into the path of the rotors. They cut through it and Spider-Man "falls back," no longer being dragged by the chopper. He shoots another webline down, it hits a rotor. Spider-Man is suddenly SPUN around the chopper!

INT. OFFICE BUILDING – DAY

Spider-Man crashes horizontally through the office like a wrecking ball.

EXT. CITY – DAY

As soon as he clears the office building, Spider-Man lets go of the webline and fires another one. It hits the chopper's nose and Spider-Man yanks himself onto the helicopter!

INT. HELICOPTER – DAY

Spider-Man and Joe are now face-to-face, the windshield separating them.

JOE

Why won't you just leave me alone?

Spider-Man begins pounding on the windshield, cracking it. Joe fires at him, blasting through the windshield. Spider-Man rolls out of the way, right off the nose of the helicopter!

EXT. CITY – DAY

Spider-Man grabs onto a landing skid as he falls, hangs on for dear life.

INT. HELICOPTER – DAY

Joe sees a PARADE with lots of BALLOON FLOATS through the space where the windshield used to be.

JOE

Take us down! Lose him on the floats!

EXT. CITY – DAY

Spider-Man slams into a float, bounces off. Still clings to the skid. He's buffeted from side to side as he crashes into various floats, taking a serious beating. He's dragged over a large float. He sets his feet down and STICKS to the float.

INT. HELICOPTER – DAY

The helicopter JOLTS as it comes to a stop. Joe's gun flies out of his hand and through the space where the windshield... you know the rest.

EXT. PARADE – DAY

The FLOAT-HANDLERS, holding onto the float with several lines, find themselves being pulled away by the force of the helicopter. They let go and the float begins hovering away.

EXT. FLOAT – DAY

Joe rips the door off its hinges, looks down at Spider-Man.

JOE

You're ruining everything!

He stomps on Spider-Man's fingers. Spider-Man lets go with one hand, clamps it around Joe's ankle, and FLINGS him onto the float. He lets go of the helicopter, which immediately flies off. Joe HOWLS in anguish.

JOE

Nooooooo!

He rushes Spider-Man and they fight atop the balloon float. The balloon's nature gives additional height to every jump. It's like they're fighting in zero-G, jumping around like characters out of Crouching Tiger, Hidden Dragon. Finally, Joe wraps his hands around Spider-Man's throat, squeezes.

JOE

I'm stronger than you! I'm strong enough to take a stand! That's the only thing that matters!

SPIDER-MAN

No. It's where you take a stand.

He plunges his fingers into the canvas below Joe, RIPS IT OPEN. Joe falls through. He looks up at Spider-Man through the hole, still hanging onto Spidey's neck.

JOE

Don't let me fall!

SPIDER-MAN

You let yourself fall.

He smashes Joe in the face. Joe lets go. Spider-Man webs the hole shut.

EXT. CITY – DAY

Stacy parks his car, gets out.

STACY

Alright, where's the suspect?

COP

That's just it, sir. It's... a little hard to explain.

He points up.

STACY'S POV

The float's lines are webbed to a building. Joe is trapped inside and the float jerks this way and that as he pounds on the inside, trying to escape.

INT. OSCORP OFFICES – DAY

NORMAN OSBORN stares out the window as an ASSISTANT enters.

ASSISTANT

Sir, our man in the department called in. He's disposed of all the Green serum they have.

NORMAN

And Mr. Smith?

ASSISTANT

We got to the lab before they could work on a blood sample. It'll all look like he was just another mutant.

NORMAN

And in the Vault, he'll never be able to tell anyone any different. Make sure you do a full work up on that sample, a real one this time. I'd hate to have to repeat this little experiment. After all, it's costly to replace whole shipments of product like that.

**INT. MIDTOWN HIGH SCHOOL – MORNING (cold hands (warm heart) by brendan benson)**

Betty enters, on crutches. Peter quickly falls in beside her. She doesn't draw much attention.

BETTY

What? No balloons? No ticker tape. Not even a cake? I'm disappointed.

Peter hands her a cupcake.

PETER

I was on a budget.

BETTY

Oooh, frosting.

She bites into it.

BETTY

So, what's new?

PETER

Nothing much. Someone melted their locker with Hydrogen Chloride, Flash made several pointed looks at me, and Jason scored the winning touch down. Oh, and here's all the homework you missed.

He hands her a sheaf of paper. She looks through it.

BETTY

Peter, these are your homework papers. And all the answers are filled out.

PETER

Are they now? Well, I guess you'll have to give those back to me... next time I see you.

BETTY

I'm going to have to get shot more often.

PETER

Don't joke like that.

BETTY

Hey, Peter, it's alright. They got the guy. Besides, now I've got a cool scar. I'm like a gangsta.

Peter looks towards her smiles and laughs

PETER

You'd better get to class. Wouldn't want to be late on your first day back.

BETTY

No, I wouldn't. See ya.

PETER

Yeah, see you.

Peter lingers there for a moment as she hobbles away.

**INT. OSCORP- NORMAN'S OFFICE ROOM**

A red light lights up on the phone…

ASSISTANT (O.C.)

There's a Peter Parker here to see you sir.

Norman pressed down a button and grins.

NORMAN

Send him in.

Norman nods. Peter walks in.

NORMAN

Agh, New York's greatest prodigy has come at last. I take it that you have considered my offer Mr. Parker.

Peter nods

PETER

Yes

NORMAN

Yes, what?

PETER

I've made up my decision.

NORMAN

And?

PETER

The answer is no Mr. Osborn, I'm sorry but I decline your offer.

NORMAN

You can't.

Peter walks out of the office

NORMAN

Sooner or later you'll come crawling back to me Peter. You'll see.

Peter leaves the office. Norman frowns and looks out the window

NORMAN

Stupid kid, just like his father. Ignorant.

**EXT. NEW YORK CITY- MORNING**

The sun is coming up and a new day is dawning. Peter looks down over the city smiling. He knew what he had to do. He wasn't going to be alone anymore…

FADE TO BLACK


End file.
